Trillium ESG Global Equity Fund
|
|
A Message to Our Shareholders
|
2
|
Country Allocation
|
7
|
Performance Chart and Analysis
|
8
|
Schedule of Investments
|
10
|
Trillium ESG Small/Mid Cap Fund
|
|
A Message to Our Shareholders
|
15
|
Sector Allocation
|
19
|
Performance Chart and Analysis
|
20
|
Schedule of Investments
|
21
|
Statements of Assets and Liabilities
|
24
|
Statements of Operations
|
27
|
Statements of Changes in Net Assets
|
28
|
Financial Highlights
|
31
|
Notes to Financial Statements
|
34
|
Expense Examples
|
47
|
Additional Information
|
49
|
Privacy Notice
|
56
|
Performance as of
|
6
|
1
|
3
|
5
|
10
|
Since
|
Inception
|
December 31, 2022
|
Months
|
Year
|
Year
|
Year
|
Year
|
Inception
|
Date
|
Retail (PORTX)
|
1.64%
|
-22.91%
|
5.47%
|
6.91%
|
8.66%
|
6.19%
|
9/30/99
|
Institutional (PORIX)
|
1.80%
|
-22.69%
|
5.78%
|
7.21%
|
8.96%
|
5.91%
|
3/30/07
|
MSCI ACWI
|
2.28%
|
-18.36%
|
4.00%
|
5.23%
|
7.98%
|
5.12%
|
9/30/99
|
Gross Expense Ratio*
|
||
Class R
|
1.31%
|
|
Class I
|
1.03%
|
*
|
Gross expense ratio is from Global Equity’s prospectus dated October 31, 2022. See the Global Equity Fund’s Financial Highlights in this report for the most current expense ratios.
|
Laura McGonagle
|
Matthew Patsky
|
Portfolio Manager
|
Portfolio Manager
|
John Quealy
|
Patrick Wollenberg
|
Portfolio Manager
|
Portfolio Manager
|
COUNTRY ALLOCATION at December 31, 2022 (Unaudited)
|
Country
|
Portfolio Value
|
Percent of Net Assets
|
|||||||
|
|||||||||
Australia
|
$
|
10,231,413
|
1.3
|
%
|
|||||
Belgium
|
7,073,346
|
0.9
|
%
|
||||||
Brazil
|
7,333,417
|
0.9
|
%
|
||||||
Canada
|
12,838,154
|
1.6
|
%
|
||||||
Colombia
|
3,142,072
|
0.4
|
%
|
||||||
Denmark
|
17,485,362
|
2.2
|
%
|
||||||
France
|
37,764,680
|
4.9
|
%
|
||||||
Germany
|
27,214,259
|
3.5
|
%
|
||||||
Hong Kong
|
11,053,517
|
1.4
|
%
|
||||||
India
|
6,014,744
|
0.8
|
%
|
||||||
Indonesia
|
4,957,068
|
0.6
|
%
|
||||||
Ireland
|
25,038,521
|
3.2
|
%
|
||||||
Italy
|
10,623,222
|
1.4
|
%
|
||||||
Japan
|
36,646,656
|
4.7
|
%
|
||||||
Kenya
|
2,553,024
|
0.3
|
%
|
||||||
Mexico
|
5,018,795
|
0.6
|
%
|
||||||
Netherlands
|
10,321,451
|
1.3
|
%
|
||||||
Norway
|
7,153,436
|
0.9
|
%
|
||||||
Peru
|
4,639,708
|
0.6
|
%
|
||||||
Portugal
|
4,434,309
|
0.6
|
%
|
||||||
Republic of Korea
|
6,110,157
|
0.8
|
%
|
||||||
Singapore
|
6,327,153
|
0.8
|
%
|
||||||
Spain
|
17,624,591
|
2.3
|
%
|
||||||
Sweden
|
14,750,682
|
1.9
|
%
|
||||||
Switzerland
|
42,330,786
|
5.4
|
%
|
||||||
Taiwan
|
6,170,230
|
0.8
|
%
|
||||||
United Kingdom
|
33,326,626
|
4.3
|
%
|
||||||
United States
|
400,546,705
|
51.4
|
%
|
||||||
Other Assets in Excess
|
|||||||||
of Liabilities:
|
(103,603
|
)
|
0.0
|
%
|
|||||
|
$
|
778,620,481
|
100.0
|
%
|
1 Year
|
5 Year
|
10 Year
|
Value
|
|
Global Equity Fund – Retail Class
|
-22.91%
|
6.91%
|
8.66%
|
$22,949
|
MSCI ACWI Index
|
-18.36%
|
5.23%
|
7.98%
|
$21,545
|
1 Year
|
5 Year
|
10 Year
|
Value
|
|
Global Equity Fund – Institutional Class
|
-17.70%
|
9.25%
|
10.02%
|
$235,974
|
MSCI ACWI Index
|
-15.75%
|
7.00%
|
8.76%
|
$215,453
|
SCHEDULE OF INVESTMENTS at December 31, 2022
(Unaudited)
|
Shares
|
Value
|
||||||
COMMON STOCKS: 98.5%
|
|||||||
Automobiles & Components: 1.5%
|
|||||||
57,391
|
Aptiv PLC
|
||||||
(Ireland) (a)
|
$
|
5,344,824
|
|||||
221,639
|
Cie Generale des
|
||||||
Etablissements
|
|||||||
Michelin SCA
|
|||||||
(France)
|
6,174,242
|
||||||
11,519,066
|
|||||||
Banks: 7.2%
|
|||||||
15,634,958
|
Bank Rakyat
|
||||||
Indonesia Persero
|
|||||||
Tbk PT (Indonesia)
|
4,957,068
|
||||||
34,201
|
Credicorp Ltd. –
|
||||||
ADR (Peru)
|
4,639,708
|
||||||
362,197
|
DNB Bank ASA
|
||||||
(Norway)
|
7,153,436
|
||||||
7,082,353
|
Equity Group
|
||||||
Holdings Ltd.
|
|||||||
(Kenya)
|
2,553,024
|
||||||
697,367
|
Grupo Financiero
|
||||||
Banorte SAB
|
|||||||
de CV (Mexico)
|
5,018,795
|
||||||
234,152
|
Hang Seng Bank
|
||||||
Ltd. (Hong Kong)
|
3,883,749
|
||||||
87,922
|
HDFC Bank Ltd. –
|
||||||
ADR (India)
|
6,014,744
|
||||||
109,860
|
KBC Group NV
|
||||||
(Belgium)
|
7,073,346
|
||||||
37,788
|
PNC Financial
|
||||||
Services Group, Inc.
|
|||||||
(United States)
|
5,968,237
|
||||||
143,477
|
Sumitomo Mitsui
|
||||||
Trust Holdings, Inc.
|
|||||||
(Japan)
|
5,006,708
|
||||||
18,185
|
SVB Financial
|
||||||
Group (United
|
|||||||
States) (a)
|
4,185,096
|
||||||
56,453,911
|
|||||||
Capital Goods: 8.0%
|
|||||||
256,091
|
Assa Abloy AB –
|
||||||
Class B (Sweden)
|
5,508,330
|
||||||
457,960
|
Atlas Copco AB
|
||||||
(Sweden)
|
5,426,093
|
||||||
62,980
|
Ferguson PLC
|
||||||
(Switzerland)
|
7,906,792
|
||||||
41,125
|
Generac Holdings,
|
||||||
Inc. (United
|
|||||||
States) (a)
|
4,139,642
|
||||||
124,875
|
Kurita Water
|
||||||
Industries Ltd.
|
|||||||
(Japan)
|
5,157,930
|
||||||
98,182
|
Nidec Corp. (Japan)
|
5,052,362
|
|||||
145,229
|
Prysmian SpA
|
||||||
(Italy)
|
5,396,041
|
||||||
48,966
|
Quanta Services,
|
||||||
Inc. (United States)
|
6,977,655
|
||||||
21,438
|
Rockwell
|
||||||
Automation, Inc.
|
|||||||
(United States)
|
5,521,786
|
||||||
35,786
|
Trane Technologies
|
||||||
PLC – ADR
|
|||||||
(Ireland)
|
6,015,269
|
||||||
46,046
|
Xylem, Inc.
|
||||||
(United States)
|
5,091,306
|
||||||
62,193,206
|
|||||||
Commercial & Professional Services: 2.2%
|
|||||||
57,224
|
Intertek Group
|
||||||
(United Kingdom)
|
2,784,087
|
||||||
202,954
|
Recruit Holdings
|
||||||
Co. Ltd. (Japan)
|
6,352,861
|
||||||
52,136
|
Waste Management,
|
||||||
Inc. (United
|
|||||||
States)
|
8,179,096
|
||||||
17,316,044
|
|||||||
Consumer Durables & Apparel: 2.8%
|
|||||||
34,368
|
EssilorLuxottica
|
||||||
SA (France)
|
6,219,544
|
||||||
7,841
|
Kering SA (France)
|
3,990,489
|
|||||
235,406
|
Levi Strauss &
|
||||||
Co. – Class A
|
|||||||
(United States)
|
3,653,501
|
||||||
71,739
|
Nike, Inc. – Class B
|
||||||
(United States)
|
8,394,181
|
||||||
22,257,715
|
SCHEDULE OF INVESTMENTS at December 31, 2022
(Unaudited), Continued
|
Shares
|
Value
|
||||||
Consumer Services: 2.0%
|
|||||||
46,811
|
Bright Horizons
|
||||||
Family Solutions,
|
|||||||
Inc. (United
|
|||||||
States) (a)
|
$
|
2,953,774
|
|||||
35,418
|
Marriott
|
||||||
International,
|
|||||||
Inc. – Class A
|
|||||||
(United States)
|
5,273,386
|
||||||
72,156
|
Starbucks Corp.
|
||||||
(United States)
|
7,157,875
|
||||||
15,385,035
|
|||||||
Diversified Financials: 3.7%
|
|||||||
137,972
|
Bank of New York
|
||||||
Mellon Corp.
|
|||||||
(United States)
|
6,280,485
|
||||||
115,794
|
Hannon Armstrong
|
||||||
Sustainable
|
|||||||
Infrastructure
|
|||||||
Capital, Inc. –
|
|||||||
REIT
|
|||||||
(United States)
|
3,355,710
|
||||||
60,311
|
Intercontinental
|
||||||
Exchange, Inc.
|
|||||||
(United States)
|
6,187,306
|
||||||
26,360
|
LPL Financial
|
||||||
Holdings, Inc.
|
|||||||
(United States)
|
5,698,241
|
||||||
15,349
|
MSCI, Inc.
|
||||||
(United States)
|
7,139,894
|
||||||
28,661,636
|
|||||||
Food & Staples Retailing: 1.3%
|
|||||||
204,956
|
Jeronimo Martins,
|
||||||
SGPS, SA
|
|||||||
(Portugal)
|
4,434,309
|
||||||
217,552
|
Koninklijke Ahold
|
||||||
Delhaize NV
|
|||||||
(Netherlands)
|
6,254,877
|
||||||
10,689,186
|
|||||||
Food, Beverage & Tobacco: 3.9%
|
|||||||
81,319
|
Darling Ingredients,
|
||||||
Inc. (United
|
|||||||
States) (a)
|
5,089,756
|
||||||
67,151
|
Kerry Group
|
||||||
PLC – Class A
|
|||||||
(Ireland)
|
6,065,750
|
||||||
87,755
|
McCormick &
|
||||||
Co., Inc.
|
|||||||
(United States)
|
7,274,012
|
||||||
101,435
|
Nestle SA
|
||||||
(Switzerland)
|
11,716,700
|
||||||
30,146,218
|
|||||||
Health Care Equipment & Services: 4.7%
|
|||||||
39,456
|
Cochlear Ltd.
|
||||||
(Australia)
|
5,449,175
|
||||||
45,713
|
Coloplast A/S –
|
||||||
Class B (Denmark)
|
5,355,402
|
||||||
106,273
|
CVS Health Corp.
|
||||||
(United States)
|
9,903,581
|
||||||
76,660
|
Edwards
|
||||||
Lifesciences Corp.
|
|||||||
(United States) (a)
|
5,719,603
|
||||||
43,210
|
Straumann
|
||||||
Holding AG
|
|||||||
(Switzerland)
|
4,954,942
|
||||||
84,752
|
Sysmex Corp.
|
||||||
(Japan)
|
5,116,529
|
||||||
36,499,232
|
|||||||
Household & Personal Products: 3.5%
|
|||||||
145,730
|
Essity AB – Class B
|
||||||
(Sweden)
|
3,816,259
|
||||||
119,036
|
Kao Corp. (Japan)
|
4,725,783
|
|||||
18,007
|
L’Oreal (France)
|
6,448,242
|
|||||
3,283
|
L’Oreal SA (France)
|
1,175,631
|
|||||
222,974
|
Unilever PLC
|
||||||
(United Kingdom)
|
11,188,080
|
||||||
27,353,995
|
|||||||
Insurance: 3.6%
|
|||||||
649,236
|
AIA Group Ltd.
|
||||||
(Hong Kong)
|
7,169,768
|
||||||
34,284
|
Allianz SE
|
||||||
(Germany)
|
7,321,589
|
||||||
949,287
|
Aviva PLC
|
||||||
(United Kingdom)
|
5,035,656
|
SCHEDULE OF INVESTMENTS at December 31, 2022
(Unaudited), Continued
|
Shares
|
Value
|
||||||
Insurance: 3.6% (Continued)
|
|||||||
45,462
|
The Travelers
|
||||||
Companies, Inc.
|
|||||||
(United States)
|
$
|
8,523,670
|
|||||
28,050,683
|
|||||||
Materials: 5.2%
|
|||||||
50,638
|
Air Liquide SA
|
||||||
(France)
|
7,187,300
|
||||||
142,222
|
Ball Corp.
|
||||||
(United States)
|
7,273,233
|
||||||
86,003
|
Croda International
|
||||||
PLC (United
|
|||||||
Kingdom)
|
6,844,031
|
||||||
45,546
|
Ecolab, Inc.
|
||||||
(United States)
|
6,629,676
|
||||||
874,462
|
Klabin SA – (Brazil)
|
3,303,442
|
|||||
33,117
|
Koninklijke DSM
|
||||||
NV (Netherlands)
|
4,066,574
|
||||||
20,854
|
Sika AG
|
||||||
(Switzerland)
|
5,013,369
|
||||||
40,317,625
|
|||||||
Media & Entertainment: 3.3%
|
|||||||
225,226
|
Alphabet, Inc. –
|
||||||
Class A (United
|
|||||||
States) (a)
|
19,871,690
|
||||||
66,113
|
The Walt Disney
|
||||||
Co. (United
|
|||||||
States) (a)
|
5,743,898
|
||||||
25,615,588
|
|||||||
Pharmaceuticals, Biotechnology &
|
|||||||
Life Sciences: 9.3%
|
|||||||
24,525
|
CSL Ltd.
|
||||||
(Australia)
|
4,782,238
|
||||||
125,543
|
Dechra
|
||||||
Pharmaceuticals
|
|||||||
PLC (United
|
|||||||
Kingdom)
|
3,957,112
|
||||||
89,423
|
Gilead Sciences, Inc.
|
||||||
(United States)
|
7,676,964
|
||||||
107,274
|
Merck & Co., Inc.
|
||||||
(United States)
|
11,902,050
|
||||||
41,208
|
Merck KGaA
|
||||||
(Germany)
|
7,950,658
|
||||||
89,312
|
Novo-Nordisk
|
||||||
A/S – Class B
|
|||||||
(Denmark)
|
12,129,960
|
||||||
15,015
|
Thermo Fisher
|
||||||
Scientific, Inc.
|
|||||||
(United States)
|
8,268,610
|
||||||
26,777
|
Roche Holdings AG
|
||||||
(Switzerland)
|
8,414,339
|
||||||
20,771
|
Waters Corp.
|
||||||
(United States) (a)
|
7,115,729
|
||||||
72,197,660
|
|||||||
Real Estate: 3.0%
|
|||||||
34,618
|
American Tower
|
||||||
Corp. – REIT
|
|||||||
(United States)
|
7,334,170
|
||||||
2,289,383
|
Capitaland Ltd.
|
||||||
(Singapore)
|
6,327,153
|
||||||
227,228
|
Daiwa House
|
||||||
Industry Co. Ltd.
|
|||||||
(Japan)
|
5,234,483
|
||||||
29,613
|
Jones Lang
|
||||||
LaSalle, Inc.
|
|||||||
(United States) (a)
|
4,719,424
|
||||||
23,615,230
|
|||||||
Retailing: 5.0%
|
|||||||
273,358
|
Industria de Diseno
|
||||||
Textil SA (Spain)
|
7,260,649
|
||||||
68,544
|
Target Corp.
|
||||||
(United States)
|
10,215,798
|
||||||
122,039
|
The TJX
|
||||||
Companies, Inc.
|
|||||||
(United States)
|
9,714,304
|
||||||
35,369
|
Tractor Supply Co.
|
||||||
(United States)
|
7,956,964
|
||||||
197,782
|
WH Smith PLC
|
||||||
(United Kingdom)
|
3,517,660
|
||||||
38,665,375
|
|||||||
Semiconductors & Semiconductor
|
|||||||
Equipment: 5.1%
|
|||||||
83,667
|
Applied
|
||||||
Materials, Inc.
|
|||||||
(United States)
|
8,147,492
|
SCHEDULE OF INVESTMENTS at December 31, 2022
(Unaudited), Continued
|
Shares
|
Value
|
||||||
Semiconductors & Semiconductor
|
|||||||
Equipment: 5.1% (Continued)
|
|||||||
249,834
|
Infineon
|
||||||
Technologies AG
|
|||||||
(Germany)
|
$
|
7,592,909
|
|||||
58,225
|
NVIDIA Corp.
|
||||||
(United States)
|
8,509,002
|
||||||
82,833
|
Taiwan
|
||||||
Semiconductor
|
|||||||
Manufacturing
|
|||||||
Co. Ltd. SA –
|
|||||||
ADR (Taiwan)
|
6,170,230
|
||||||
54,722
|
Texas
|
||||||
Instruments, Inc.
|
|||||||
(United States)
|
9,041,169
|
||||||
39,460,802
|
|||||||
Software & Services: 9.6%
|
|||||||
28,529
|
Accenture PLC –
|
||||||
Class A (Ireland)
|
7,612,678
|
||||||
25,275
|
Adobe Systems,
|
||||||
Inc. (United
|
|||||||
States) (a)
|
8,505,796
|
||||||
84,835
|
Amadeus IT
|
||||||
Holding SA
|
|||||||
(Spain) (a)
|
4,401,034
|
||||||
182,684
|
Dassault Systemes
|
||||||
SE (France)
|
6,569,232
|
||||||
117,118
|
Microsoft Corp.
|
||||||
(United States)
|
28,087,239
|
||||||
66,567
|
PayPal Holdings,
|
||||||
Inc. (United
|
|||||||
States) (a)
|
4,740,902
|
||||||
42,126
|
SAP SE
|
||||||
(Germany)
|
4,349,103
|
||||||
50,384
|
Visa, Inc. – Class A
|
||||||
(United States)
|
10,467,780
|
||||||
74,733,764
|
|||||||
Technology Hardware & Equipment: 6.6%
|
|||||||
261,930
|
Apple, Inc.
|
||||||
(United States)
|
34,032,565
|
||||||
135,887
|
Cisco Systems, Inc.
|
||||||
(United States)
|
6,473,657
|
||||||
50,780
|
IPG Photonics
|
||||||
Corp. (United
|
|||||||
States) (a)
|
4,807,342
|
||||||
13,013
|
Samsung SDI Co.
|
||||||
Ltd. (Republic
|
|||||||
of Korea)
|
6,110,157
|
||||||
51,423,721
|
|||||||
Telecommunication Services: 1.5%
|
|||||||
138,472
|
BCE, Inc. (Canada)
|
6,083,973
|
|||||
136,888
|
Verizon
|
||||||
Communications,
|
|||||||
Inc. (United
|
|||||||
States)
|
5,393,387
|
||||||
11,477,360
|
|||||||
Transportation: 2.8%
|
|||||||
90,591
|
Canadian Pacific
|
||||||
Railway Ltd.
|
|||||||
(Canada)
|
6,754,181
|
||||||
18,602
|
Kuehne + Nagel
|
||||||
International AG
|
|||||||
(Switzerland)
|
4,324,644
|
||||||
60,311
|
United Parcel
|
||||||
Service, Inc. –
|
|||||||
Class B
|
|||||||
(United States)
|
10,484,464
|
||||||
21,563,289
|
|||||||
Utilities: 2.7%
|
|||||||
46,745
|
American Water
|
||||||
Works Co., Inc.
|
|||||||
(United States)
|
7,124,873
|
||||||
270,605
|
EDP Renovaveis
|
||||||
SA (Spain)
|
5,962,908
|
||||||
718,222
|
Interconexion
|
||||||
Electrica SA ESP
|
|||||||
(Colombia)
|
3,142,072
|
||||||
707,794
|
Terna Rete Elettrica
|
||||||
Nazionale SpA
|
|||||||
(Italy)
|
5,227,181
|
||||||
21,457,034
|
|||||||
TOTAL COMMON STOCKS
|
|||||||
(Cost $569,049,048)
|
767,053,375
|
SCHEDULE OF INVESTMENTS at December 31, 2022
(Unaudited), Continued
|
Shares
|
Value
|
||||||
PREFERRED STOCKS: 0.5%
|
|||||||
Banks: 0.5%
|
|||||||
855,621
|
Itau Unibanco
|
||||||
Holding SA –
|
|||||||
ADR (Brazil) (b)
|
$
|
4,029,975
|
|||||
TOTAL PREFERRED STOCKS
|
|||||||
(Cost $4,406,508)
|
4,029,975
|
||||||
SHORT-TERM INVESTMENTS: 1.0%
|
|||||||
Money Market Funds: 1.0%
|
|||||||
7,640,734
|
Invesco –
|
||||||
Government &
|
|||||||
Agency Portfolio –
|
|||||||
Institutional Class
|
|||||||
(United States)
4.220% (c)
|
|||||||
7,640,734
|
|||||||
TOTAL SHORT-TERM
|
|||||||
INVESTMENTS
|
|||||||
(Cost $7,640,734)
|
7,640,734
|
||||||
TOTAL INVESTMENTS
|
|||||||
IN SECURITIES: 100.0%
|
|||||||
(Cost $581,096,290)
|
778,724,084
|
||||||
Liabilities in Excess
|
|||||||
of Other Assets: 0.0% (d)
|
(103,603
|
)
|
|||||
TOTAL NET ASSETS: 100.0%
|
$
|
778,620,481
|
(a)
|
Non-income producing security.
|
(b)
|
There is currently no dividend rate available.
|
(c)
|
Annualized seven-day effective yield as of December 31, 2022.
|
(d)
|
Does not round to 0.1% or (0.1%) as applicable.
|
Performance as of
|
6
|
1
|
3
|
5
|
Since Inception
|
December 31, 2022
|
Months
|
Year
|
Year
|
Year
|
August 31, 2015
|
Institutional (TSMDX)
|
4.81%
|
-17.67%
|
5.55%
|
5.03%
|
7.22%
|
S&P 1000®
|
6.67%
|
-13.98%
|
6.80%
|
6.46%
|
9.32%
|
Expense Ratio*
|
||
Gross
|
1.42%
|
|
Net
|
0.98%
|
*
|
Gross expense ratio is from SMID Fund’s prospectus dated October 31, 2022. See the SMID Fund’s Financial Highlights in this report for the most current expense ratios. The Adviser has
contractually agreed to waive certain fees through October 31, 2023. The net expense ratio is applicable to investors.
|
Laura McGonagle
|
Mitali Prasad
|
Elizabeth Levy
|
Portfolio Manager
|
Portfolio Manager
|
Portfolio Manager
|
SECTOR ALLOCATION at December 31, 2022 (Unaudited)
|
Sector
|
Percent of Net Assets
|
||||
|
|||||
Industrials
|
20.8
|
%
|
|||
Financials
|
15.1
|
%
|
|||
Consumer Discretionary
|
14.1
|
%
|
|||
Information Technology
|
13.5
|
%
|
|||
Health Care
|
8.5
|
%
|
|||
Consumer Staples
|
7.2
|
%
|
|||
Real Estate
|
6.4
|
%
|
|||
Materials
|
5.8
|
%
|
|||
Cash & Equivalents (a)
|
3.8
|
%
|
|||
Utilities
|
3.4
|
%
|
|||
Communication Services
|
1.4
|
%
|
|||
Total
|
100.0
|
%
|
(a)
|
Represents cash, short-term securities and other assets in excess of liabilities.
|
Since
|
||||
Inception
|
||||
1 Year
|
5 Year
|
8/31/2015
|
Value
|
|
SMID Fund
|
-17.67%
|
5.03%
|
7.22%
|
$166,799
|
S&P 1000® Index
|
-13.98%
|
6.46%
|
9.32%
|
$192,274
|
SCHEDULE OF INVESTMENTS at December 31, 2022
(Unaudited)
|
Shares
|
Value
|
||||||
COMMON STOCKS: 96.3%
|
|||||||
Banks: 7.0%
|
|||||||
10,455
|
East West
|
||||||
Bancorp, Inc.
|
$
|
688,985
|
|||||
6,864
|
Live Oak
|
||||||
Bancshares, Inc.
|
207,293
|
||||||
9,300
|
Sandy Spring
|
||||||
Bancorp, Inc.
|
327,639
|
||||||
32,630
|
Umpqua
|
||||||
Holdings Corp.
|
582,446
|
||||||
20,272
|
Webster
|
||||||
Financial Corp.
|
959,676
|
||||||
2,766,039
|
|||||||
Capital Goods: 13.7%
|
|||||||
6,259
|
AO Smith Corp.
|
358,266
|
|||||
9,898
|
Hexcel Corp.
|
582,497
|
|||||
5,287
|
Lincoln Electric
|
||||||
Holdings, Inc.
|
763,919
|
||||||
4,443
|
Middleby Corp. (a)
|
594,918
|
|||||
7,963
|
Quanta Services, Inc.
|
1,134,728
|
|||||
3,583
|
Trex Co, Inc. (a)
|
151,668
|
|||||
12,277
|
Wabtec Corp.
|
1,225,368
|
|||||
5,406
|
Xylem, Inc.
|
597,741
|
|||||
5,409,105
|
|||||||
Commercial & Professional Services: 4.7%
|
|||||||
4,801
|
ManpowerGroup, Inc.
|
399,491
|
|||||
5,653
|
MSA Safety, Inc.
|
815,106
|
|||||
4,554
|
Tetra Tech, Inc.
|
661,195
|
|||||
1,875,792
|
|||||||
Consumer Durables & Apparel: 4.6%
|
|||||||
2,835
|
Deckers Outdoor
|
||||||
Corp. (a)
|
1,131,618
|
||||||
18,576
|
Levi Strauss & Co. –
|
||||||
Class A
|
288,300
|
||||||
4,459
|
Meritage Homes
|
||||||
Corp. (a)
|
411,120
|
||||||
1,831,038
|
|||||||
Consumer Services: 2.4%
|
|||||||
7,022
|
Bright Horizons
|
||||||
Family Solutions,
|
|||||||
Inc. (a)
|
443,088
|
||||||
8,631
|
InterContinental
|
||||||
Hotels Group
|
|||||||
Plc – ADR
|
503,533
|
||||||
946,621
|
|||||||
Diversified Financials: 3.7%
|
|||||||
6,020
|
Hannon Armstrong
|
||||||
Sustainable
|
|||||||
Infrastructure
|
|||||||
Capital, Inc.
|
174,460
|
||||||
3,846
|
LPL Financial
|
||||||
Holdings, Inc.
|
831,390
|
||||||
7,549
|
Stifel Financial Corp.
|
440,635
|
|||||
1,446,485
|
|||||||
Food & Staples Retailing: 2.3%
|
|||||||
13,894
|
BJ’s Wholesale Club
|
||||||
Holdings, Inc. (a)
|
919,227
|
||||||
Food, Beverage & Tobacco: 3.8%
|
|||||||
5,414
|
Darling Ingredients,
|
||||||
Inc. (a)
|
338,862
|
||||||
5,176
|
Freshpet, Inc. (a)
|
273,138
|
|||||
9,977
|
Lamb Weston
|
||||||
Holdings, Inc.
|
891,544
|
||||||
1,503,544
|
|||||||
Health Care Equipment & Services: 6.4%
|
|||||||
4,762
|
AMN Healthcare
|
||||||
Services, Inc. (a)
|
489,629
|
||||||
2,122
|
LHC Group, Inc. (a)
|
343,106
|
|||||
7,931
|
Merit Medical
|
||||||
Systems, Inc. (a)
|
560,087
|
||||||
15,527
|
Omnicell, Inc. (a)
|
782,872
|
|||||
1,608
|
Penumbra, Inc. (a)
|
357,716
|
|||||
2,533,410
|
|||||||
Household & Personal Products: 1.0%
|
|||||||
5,080
|
Church & Dwight
|
||||||
Co., Inc.
|
409,499
|
||||||
Insurance: 4.4%
|
|||||||
5,342
|
Hanover Insurance
|
||||||
Group, Inc.
|
721,864
|
||||||
11,473
|
Horace Mann
|
||||||
Educators Corp.
|
428,746
|
SCHEDULE OF INVESTMENTS at December 31, 2022
(Unaudited), Continued
|
Shares
|
Value
|
||||||
Insurance: 4.4% (Continued)
|
|||||||
4,220
|
Reinsurance Group
|
||||||
America, Inc.
|
$
|
599,620
|
|||||
1,750,230
|
|||||||
Materials: 5.8%
|
|||||||
4,427
|
AptarGroup, Inc.
|
486,881
|
|||||
7,428
|
Ball Corp.
|
379,868
|
|||||
7,278
|
Ingevity Corp. (a)
|
512,663
|
|||||
4,770
|
Sensient
|
||||||
Technologies Corp.
|
347,828
|
||||||
9,228
|
Sonoco Products Co.
|
560,232
|
|||||
2,287,472
|
|||||||
Media & Entertainment: 1.4%
|
|||||||
16,864
|
New York Times
|
||||||
Co. – Class A
|
547,405
|
||||||
Pharmaceuticals, Biotechnology &
|
|||||||
Life Sciences: 2.1%
|
|||||||
4,936
|
Azenta, Inc. (a)
|
287,374
|
|||||
11,164
|
NanoString
|
||||||
Technologies,
|
|||||||
Inc. (a)
|
88,977
|
||||||
12,652
|
Syneos Health,
|
||||||
Inc. (a)
|
464,075
|
||||||
840,426
|
|||||||
Real Estate: 6.4%
|
|||||||
5,447
|
Camden Property
|
||||||
Trust – REIT
|
609,410
|
||||||
3,750
|
EastGroup Properties,
|
||||||
Inc. – REIT
|
555,225
|
||||||
2,181
|
Federal Realty
|
||||||
Investment Trust –
|
|||||||
REIT
|
220,368
|
||||||
14,357
|
Host Hotels &
|
||||||
Resorts, Inc. – REIT
|
230,430
|
||||||
3,153
|
Jones Lang
|
||||||
LaSalle, Inc. (a)
|
502,494
|
||||||
11,665
|
LTC Properties,
|
||||||
Inc. – REIT
|
414,457
|
||||||
2,532,384
|
|||||||
Retailing: 7.2%
|
|||||||
4,332
|
Burlington
|
||||||
Stores, Inc. (a)
|
878,356
|
||||||
3,504
|
Etsy, Inc. (a)
|
419,709
|
|||||
7,262
|
LKQ Corp.
|
387,863
|
|||||
5,057
|
Tractor Supply Co.
|
1,137,674
|
|||||
2,823,602
|
|||||||
Semiconductors & Semiconductor
|
|||||||
Equipment: 5.9%
|
|||||||
21,156
|
Allegro
|
||||||
MicroSystems,
|
|||||||
Inc. (a)
|
635,103
|
||||||
2,579
|
First Solar, Inc. (a)
|
386,308
|
|||||
2,150
|
SolarEdge
|
||||||
Technologies,
|
|||||||
Inc. (a)
|
609,031
|
||||||
10,312
|
Wolfspeed, Inc. (a)
|
711,940
|
|||||
2,342,382
|
|||||||
Software & Services: 4.1%
|
|||||||
7,883
|
Blackbaud, Inc. (a)
|
463,993
|
|||||
5,430
|
CyberArk
|
||||||
Software Ltd. (a)
|
704,000
|
||||||
2,238
|
Paylocity
|
||||||
Holding Corp. (a)
|
434,754
|
||||||
1,602,747
|
|||||||
Technology Hardware & Equipment: 3.6%
|
|||||||
6,951
|
IPG Photonics
|
||||||
Corp. (a)
|
658,051
|
||||||
1,218
|
Rogers Corp. (a)
|
145,356
|
|||||
11,928
|
Trimble, Inc. (a)
|
603,080
|
|||||
1,406,487
|
|||||||
Transportation: 2.4%
|
|||||||
5,414
|
JB Hunt Transport
|
||||||
Services, Inc.
|
943,985
|
||||||
Utilities: 3.4%
|
|||||||
8,225
|
Avista Corp.
|
364,697
|
|||||
7,022
|
Essential
|
||||||
Utilities, Inc.
|
335,160
|
||||||
7,572
|
Ormat
|
||||||
Technologies, Inc.
|
654,826
|
||||||
1,354,683
|
|||||||
TOTAL COMMON STOCKS
|
|||||||
(Cost $39,207,266)
|
38,072,563
|
SCHEDULE OF INVESTMENTS at December 31, 2022
(Unaudited), Continued
|
Shares
|
Value
|
||||||
SHORT-TERM INVESTMENTS: 2.1%
|
|||||||
Money Market Funds: 2.1%
|
|||||||
835,434
|
Invesco-
|
||||||
Government &
|
|||||||
Agency Portfolio –
|
|||||||
Institutional Class
4.220% (b)
|
|||||||
$
|
835,434
|
||||||
TOTAL SHORT-TERM
|
|||||||
INVESTMENTS
|
|||||||
(Cost $835,434)
|
835,434
|
||||||
TOTAL INVESTMENTS
|
|||||||
IN SECURITIES: 98.4%
|
|||||||
(Cost $40,042,732)
|
38,907,997
|
||||||
Other Assets in Excess
|
|||||||
of Liabilities: 1.6%
|
650,696
|
||||||
TOTAL NET ASSETS: 100.0%
|
$
|
39,558,693
|
(a)
|
Non-income producing security.
|
|
(b)
|
Annualized seven-day effective yield as of December 31, 2022.
|
|
ADR
|
American Depositary Receipt
|
|
REIT
|
Real Estate Investment Trust
|
STATEMENTS OF ASSETS AND LIABILITIES at December 31,
2022 (Unaudited)
|
|
Trillium
|
Trillium
|
||||||
|
ESG Global
|
ESG Small/Mid
|
||||||
|
Equity Fund
|
Cap Fund(a)
|
||||||
ASSETS
|
||||||||
Investments in securities, at value
|
||||||||
(cost $581,096,290 and $40,042,732)
|
$
|
778,724,084
|
$
|
38,907,997
|
||||
Cash
|
27,244
|
10
|
||||||
Receivables:
|
||||||||
Dividends and interest
|
1,932,612
|
27,754
|
||||||
Fund shares sold
|
1,371,596
|
659,999
|
||||||
Securities lending income, net
|
635
|
—
|
||||||
Prepaid expenses
|
20,374
|
12,117
|
||||||
Total assets
|
782,076,545
|
39,607,877
|
||||||
|
||||||||
LIABILITIES
|
||||||||
Payables:
|
||||||||
Fund shares redeemed
|
2,572,351
|
—
|
||||||
Investment advisory fees, net
|
536,275
|
9,128
|
||||||
Administration fees
|
88,379
|
9,667
|
||||||
Custody fees
|
63,036
|
2,132
|
||||||
Fund accounting fees
|
21,871
|
5,426
|
||||||
Audit fees
|
13,358
|
11,897
|
||||||
Distribution fees
|
29,403
|
—
|
||||||
Transfer agent fees
|
64,718
|
4,820
|
||||||
Chief Compliance Officer fees
|
2,135
|
2,064
|
||||||
Trustee fees
|
8,361
|
2,211
|
||||||
Other accrued expenses
|
56,177
|
1,839
|
||||||
Total liabilities
|
3,456,064
|
49,184
|
||||||
NET ASSETS
|
$
|
778,620,481
|
$
|
39,558,693
|
||||
|
||||||||
COMPONENTS OF NET ASSETS
|
||||||||
Paid-in capital
|
$
|
560,455,206
|
$
|
40,652,446
|
||||
Total distributable (accumulated)
|
||||||||
earnings (losses)
|
218,165,275
|
(1,093,753
|
)
|
|||||
Net assets
|
$
|
778,620,481
|
$
|
39,558,693
|
STATEMENTS OF ASSETS AND LIABILITIES at December 31,
2022 (Unaudited), Continued
|
Trillium
|
Trillium
|
|||||||
ESG Global
|
ESG Small/Mid
|
|||||||
Equity Fund
|
Cap Fund(a)
|
|||||||
Retail Class
|
||||||||
Net assets
|
$
|
224,117,504
|
$
|
—
|
||||
Shares of beneficial interest issued
|
||||||||
and outstanding (unlimited number of
|
||||||||
shares authorized without par value)
|
4,391,634
|
—
|
||||||
Net asset value, offering price,
|
||||||||
and redemption price per share
|
$
|
51.03
|
$
|
—
|
||||
Institutional Class
|
||||||||
Net assets
|
$
|
554,502,977
|
$
|
39,558,693
|
||||
Shares of beneficial interest issued
|
||||||||
and outstanding (unlimited number of
|
||||||||
shares authorized without par value)
|
10,931,557
|
2,832,313
|
||||||
Net asset value, offering price,
|
||||||||
and redemption price per share
|
$
|
50.72
|
$
|
13.97
|
(a)
|
Retail shares are not offered as of December 31, 2022
|
STATEMENTS OF OPERATIONS For the six months ended December 31, 2022 (Unaudited)
|
|
Trillium
|
Trillium
|
||||||
|
ESG Global
|
ESG Small/Mid
|
||||||
|
Equity Fund
|
Cap Fund(a)
|
||||||
INCOME
|
||||||||
Dividend income (net of foreign withholding
|
||||||||
tax and issuance fees of $273,054 and $—)
|
$
|
5,567,764
|
$
|
205,362
|
||||
Interest
|
155,998
|
10,114
|
||||||
Income from securities lending, net
|
1,023
|
—
|
||||||
Total investment income
|
5,724,768
|
215,476
|
||||||
|
||||||||
EXPENSES
|
||||||||
Investment advisory fees
|
3,496,435
|
134,784
|
||||||
Distribution fees – Retail Class
|
266,897
|
—
|
||||||
Administration fees
|
252,618
|
28,905
|
||||||
Transfer agent fees
|
140,096
|
13,818
|
||||||
Custody fees
|
141,384
|
3,600
|
||||||
Fund accounting fees
|
36,729
|
15,959
|
||||||
Sub-transfer agent fees
|
58,021
|
—
|
||||||
Registration fees
|
22,621
|
17,388
|
||||||
Miscellaneous expenses
|
28,814
|
4,244
|
||||||
Reports to shareholders
|
37,777
|
1,240
|
||||||
Audit fees
|
13,358
|
11,897
|
||||||
Trustees fees
|
24,853
|
11,240
|
||||||
Chief Compliance Officer fees
|
6,301
|
6,367
|
||||||
Legal fees
|
3,804
|
3,804
|
||||||
Insurance expenses
|
4,817
|
2,762
|
||||||
Interest expenses
|
14,530
|
—
|
||||||
Total expenses
|
4,549,055
|
256,008
|
||||||
Less: fees waived and expenses absorbed
|
—
|
(79,890
|
)
|
|||||
Net expenses
|
4,549,055
|
176,118
|
||||||
Net investment income (loss)
|
1,175,713
|
39,358
|
||||||
|
||||||||
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
|
||||||||
Net realized gain (loss) on investments
|
||||||||
and foreign currency transactions
|
34,059,834
|
391,684
|
||||||
Net change in unrealized
|
||||||||
appreciation/depreciation on:
|
||||||||
Investments
|
(17,334,063
|
)
|
1,115,041
|
|||||
Translation of other assets and
|
||||||||
liabilities in foreign currency
|
(28,838
|
)
|
—
|
|||||
Net realized and unrealized gain (loss) on
|
||||||||
investments and foreign currency transactions
|
16,696,933
|
1,506,725
|
||||||
Net increase (decrease) in net assets
|
||||||||
resulting from operations
|
$
|
17,872,646
|
$
|
1,546,083
|
STATEMENTS OF CHANGES IN NET ASSETS
|
|
Six Months Ended
|
|||||||
|
December 31, 2022
|
Year Ended
|
||||||
|
(Unaudited)
|
June 30, 2022
|
||||||
INCREASE (DECREASE) IN NET ASSETS FROM:
|
||||||||
|
||||||||
OPERATIONS
|
||||||||
Net investment income (loss)
|
$
|
1,175,713
|
$
|
5,306,574
|
||||
Net realized gain (loss) on investments
|
||||||||
and foreign currency transactions
|
34,059,834
|
23,404,366
|
||||||
Net change in unrealized appreciation/depreciation
|
||||||||
on investments and translation of other assets
|
||||||||
and liabilities in foreign currency
|
(17,362,901
|
)
|
(213,224,273
|
)
|
||||
Net increase (decrease) in net assets
|
||||||||
resulting from operations
|
17,872,646
|
(184,513,333
|
)
|
|||||
|
||||||||
DISTRIBUTIONS TO SHAREHOLDERS
|
||||||||
Net distributions to shareholders –
|
||||||||
Retail Class
|
(10,810,706
|
)
|
(8,396,385
|
)
|
||||
Net distributions to shareholders –
|
||||||||
Institutional Class
|
(28,695,277
|
)
|
(20,850,857
|
)
|
||||
Total distributions to shareholders
|
(39,505,983
|
)
|
(29,247,242
|
)
|
||||
|
||||||||
CAPITAL SHARE TRANSACTIONS
|
||||||||
Net increase (decrease) in net assets derived from
|
||||||||
net change in outstanding shares – Retail Class1
|
(1,647,167
|
)
|
(1,545,684
|
)
|
||||
Net increase (decrease) in net assets derived from
|
||||||||
net change in outstanding shares –
|
||||||||
Institutional Class2
|
(38,750,754
|
)
|
139,062,000
|
|||||
Total increase (decrease) in net assets
|
||||||||
from capital share transactions
|
(40,397,921
|
)
|
137,516,316
|
|||||
Total increase (decrease) in net assets
|
(62,031,258
|
)
|
(76,244,259
|
)
|
||||
|
||||||||
NET ASSETS
|
||||||||
Beginning of period/year
|
840,651,739
|
916,895,998
|
||||||
End of period/year
|
$
|
778,620,481
|
$
|
840,651,739
|
STATEMENTS OF CHANGES IN NET ASSETS, Continued
|
1
|
Summary of capital share transactions for Retail Class shares is as follows:
|
Six Months Ended
|
|||||||||||||||||
December 31, 2022
|
Year Ended
|
||||||||||||||||
(Unaudited)
|
June 30, 2022
|
||||||||||||||||
Shares
|
Amount
|
Shares
|
Amount
|
||||||||||||||
Retail Class:
|
|||||||||||||||||
Shares sold
|
141,414
|
$
|
7,488,707
|
756,645
|
$
|
50,245,595
|
|||||||||||
Shares issued in
|
|||||||||||||||||
reinvestment
|
|||||||||||||||||
of distributions
|
204,268
|
10,444,224
|
121,384
|
8,148,498
|
|||||||||||||
Shares redeemed
|
(365,709
|
)
|
(19,580,098
|
)
|
(934,440
|
)
|
(59,939,777
|
)
|
|||||||||
Net increase (decrease)
|
(20,027
|
)
|
$
|
(1,647,167
|
)
|
(56,411
|
)
|
$
|
(1,545,684
|
)
|
2
|
Summary of capital share transactions for Institutional Class shares is as follows:
|
Six Months Ended
|
|||||||||||||||||
December 31, 2022
|
Year Ended
|
||||||||||||||||
(Unaudited)
|
June 30, 2022
|
||||||||||||||||
Shares
|
Amount
|
Shares
|
Amount
|
||||||||||||||
Institutional Class:
|
|||||||||||||||||
Shares sold
|
1,459,063
|
$
|
76,727,252
|
3,420,132
|
$
|
220,091,817
|
|||||||||||
Shares issued in
|
|||||||||||||||||
reinvestment
|
|||||||||||||||||
of distributions
|
474,065
|
24,091,968
|
268,469
|
17,922,969
|
|||||||||||||
Shares redeemed
|
(2,584,384
|
)
|
(139,569,974
|
)
|
(1,574,709
|
)
|
(98,952,786
|
)
|
|||||||||
Net increase (decrease)
|
(651,256
|
)
|
$
|
(38,750,754
|
)
|
2,113,892
|
$
|
139,062,000
|
STATEMENTS OF CHANGES IN NET ASSETS
|
|
Six Months Ended
|
|||||||
|
December 31, 2022
|
Year Ended
|
||||||
|
(Unaudited)
|
June 30, 2022
|
||||||
INCREASE (DECREASE) IN NET ASSETS FROM:
|
||||||||
|
||||||||
OPERATIONS
|
||||||||
Net investment income (loss)
|
$
|
39,358
|
$
|
(44,027
|
)
|
|||
Net realized gain (loss) on investments
|
391,684
|
1,914,191
|
||||||
Net change in unrealized
|
||||||||
appreciation/depreciation on investments
|
1,115,041
|
(8,988,350
|
)
|
|||||
Net increase (decrease) in net assets
|
||||||||
resulting from operations
|
1,546,083
|
(7,118,186
|
)
|
|||||
|
||||||||
DISTRIBUTIONS TO SHAREHOLDERS
|
||||||||
Total distributions to shareholders
|
(1,066,880
|
)
|
(858,444
|
)
|
||||
|
||||||||
CAPITAL SHARE TRANSACTIONS
|
||||||||
Net increase (decrease) in net assets derived from
|
||||||||
net change in outstanding shares –
|
||||||||
Institutional Class1
|
5,902,628
|
9,442,548
|
||||||
Total increase (decrease) in net assets
|
||||||||
from capital share transactions
|
5,902,628
|
9,442,548
|
||||||
Total increase (decrease) in net assets
|
6,381,831
|
1,465,918
|
||||||
|
||||||||
NET ASSETS
|
||||||||
Beginning of period/year
|
33,176,862
|
31,710,944
|
||||||
End of period/year
|
$
|
39,558,693
|
$
|
33,176,862
|
1
|
Summary of capital share transactions for Institutional Class shares is as follows:
|
Six Months Ended
|
|||||||||||||||||
December 31, 2022
|
Year Ended
|
||||||||||||||||
(Unaudited)
|
June 30, 2022
|
||||||||||||||||
Shares
|
Amount
|
Shares
|
Amount
|
||||||||||||||
Shares sold
|
552,760
|
$
|
7,880,825
|
800,161
|
$
|
13,374,943
|
|||||||||||
Shares issued in
|
|||||||||||||||||
reinvestment
|
|||||||||||||||||
of distributions
|
75,066
|
1,037,417
|
49,724
|
833,870
|
|||||||||||||
Shares redeemed2
|
(211,732
|
)
|
(3,015,614
|
)
|
(303,039
|
)
|
(4,766,265
|
)
|
|||||||||
Net increase (decrease)
|
416,094
|
$
|
5,902,628
|
546,846
|
$
|
9,442,548
|
2
|
Net of redemption fees of $312 and $1,808, respectively.
|
FINANCIAL HIGHLIGHTS For a capital share outstanding
throughout each period/year
|
|
Period
|
|||||||||||||||||||||||
|
Ended
|
|||||||||||||||||||||||
|
December 31,
|
Year Ended June 30,
|
||||||||||||||||||||||
|
2022
|
|||||||||||||||||||||||
|
(Unaudited)
|
2022
|
2021
|
2020
|
2019
|
2018
|
||||||||||||||||||
Net asset value,
|
||||||||||||||||||||||||
beginning of period/year
|
$
|
52.71
|
$
|
65.97
|
$
|
45.99
|
$
|
44.81
|
$
|
43.21
|
$
|
39.44
|
||||||||||||
|
||||||||||||||||||||||||
INCOME (LOSS) FROM INVESTMENT OPERATIONS:
|
||||||||||||||||||||||||
Net investment
|
||||||||||||||||||||||||
income (loss)1
|
0.02
|
0.20
|
0.06
|
0.10
|
0.23
|
0.30
|
||||||||||||||||||
Net realized and unrealized
|
||||||||||||||||||||||||
gain (loss) on investments
|
0.85
|
(11.64
|
)
|
21.00
|
2.19
|
3.09
|
4.52
|
|||||||||||||||||
Total from
|
||||||||||||||||||||||||
investment operations
|
0.87
|
(11.44
|
)
|
21.06
|
2.29
|
3.32
|
4.82
|
|||||||||||||||||
|
||||||||||||||||||||||||
LESS DISTRIBUTIONS:
|
||||||||||||||||||||||||
Distributions from
|
||||||||||||||||||||||||
net investment income
|
(0.22
|
)
|
(0.03
|
)
|
(0.07
|
)
|
(0.24
|
)
|
(0.25
|
)
|
(0.17
|
)
|
||||||||||||
Distributions from
|
||||||||||||||||||||||||
net realized gain
|
(2.33
|
)
|
(1.79
|
)
|
(1.01
|
)
|
(0.87
|
)
|
(1.47
|
)
|
(0.88
|
)
|
||||||||||||
Total distributions
|
(2.55
|
)
|
(1.82
|
)
|
(1.08
|
)
|
(1.11
|
)
|
(1.72
|
)
|
(1.05
|
)
|
||||||||||||
Net asset value,
|
||||||||||||||||||||||||
end of period/year
|
$
|
51.03
|
$
|
52.71
|
$
|
65.97
|
$
|
45.99
|
$
|
44.81
|
$
|
43.21
|
||||||||||||
Total return
|
1.64
|
%
|
(17.94
|
%)
|
46.14
|
%
|
5.02
|
%
|
8.52
|
%
|
12.28
|
%
|
||||||||||||
|
||||||||||||||||||||||||
SUPPLEMENTAL DATA:
|
||||||||||||||||||||||||
Net assets, end of
|
||||||||||||||||||||||||
period/year (000’s omitted)
|
$
|
224.1
|
$
|
232.5
|
$
|
297.8
|
$
|
217.8
|
$
|
239.3
|
$
|
242.4
|
||||||||||||
Portfolio turnover rate
|
5
|
%
|
7
|
%
|
10
|
%
|
11
|
%
|
16
|
%
|
12
|
%
|
||||||||||||
|
||||||||||||||||||||||||
SUPPLEMENTAL DATA:
|
||||||||||||||||||||||||
Ratio of expenses to
|
||||||||||||||||||||||||
average net assets
|
1.31
|
%
|
1.30
|
%
|
1.30
|
%
|
1.30
|
%
|
1.33
|
%
|
1.34
|
%
|
||||||||||||
Ratio of net investment
|
||||||||||||||||||||||||
income to average
|
||||||||||||||||||||||||
net assets
|
0.08
|
%
|
0.30
|
%
|
0.11
|
%
|
0.22
|
%
|
0.55
|
%
|
0.70
|
%
|
1
|
Calculated using the average shares outstanding method.
|
FINANCIAL HIGHLIGHTS For a capital share outstanding
throughout each period/year
|
|
Period
|
|||||||||||||||||||||||
|
Ended
|
|||||||||||||||||||||||
|
December 31,
|
Year Ended June 30,
|
||||||||||||||||||||||
|
2022
|
|||||||||||||||||||||||
|
(Unaudited)
|
2022
|
2021
|
2020
|
2019
|
2018
|
||||||||||||||||||
Net asset value,
|
||||||||||||||||||||||||
beginning of period/year
|
$
|
52.50
|
$
|
65.70
|
$
|
45.80
|
$
|
44.61
|
$
|
43.05
|
$
|
39.34
|
||||||||||||
|
||||||||||||||||||||||||
INCOME (LOSS) FROM INVESTMENT OPERATIONS:
|
||||||||||||||||||||||||
Net investment
|
||||||||||||||||||||||||
income (loss)1
|
0.10
|
0.41
|
0.23
|
0.22
|
0.37
|
0.43
|
||||||||||||||||||
Net realized and unrealized
|
||||||||||||||||||||||||
gain (loss) on investments
|
0.84
|
(11.61
|
)
|
20.89
|
2.20
|
3.03
|
4.50
|
|||||||||||||||||
Total from
|
||||||||||||||||||||||||
investment operations
|
0.94
|
(11.20
|
)
|
21.12
|
2.42
|
3.40
|
4.93
|
|||||||||||||||||
|
||||||||||||||||||||||||
LESS DISTRIBUTIONS:
|
||||||||||||||||||||||||
Distributions from
|
||||||||||||||||||||||||
net investment income
|
(0.39
|
)
|
(0.21
|
)
|
(0.21
|
)
|
(0.36
|
)
|
(0.37
|
)
|
(0.34
|
)
|
||||||||||||
Distributions from
|
||||||||||||||||||||||||
net realized gain
|
(2.33
|
)
|
(1.79
|
)
|
(1.01
|
)
|
(0.87
|
)
|
(1.47
|
)
|
(0.88
|
)
|
||||||||||||
Total distributions
|
(2.72
|
)
|
(2.00
|
)
|
(1.22
|
)
|
(1.23
|
)
|
(1.84
|
)
|
(1.22
|
)
|
||||||||||||
Net asset value,
|
||||||||||||||||||||||||
end of period/year
|
$
|
50.72
|
$
|
52.50
|
$
|
65.70
|
$
|
45.80
|
$
|
44.61
|
$
|
43.05
|
||||||||||||
Total return
|
1.80
|
%
|
(17.16
|
%)
|
46.52
|
%
|
5.34
|
%
|
8.81
|
%
|
12.59
|
%
|
||||||||||||
|
||||||||||||||||||||||||
SUPPLEMENTAL DATA:
|
||||||||||||||||||||||||
Net assets, end of
|
||||||||||||||||||||||||
period/year (000’s omitted)
|
$
|
554.5
|
$
|
608.1
|
$
|
622.1
|
$
|
360.6
|
$
|
319.9
|
$
|
261.9
|
||||||||||||
Portfolio turnover rate
|
5
|
%
|
7
|
%
|
10
|
%
|
11
|
%
|
16
|
%
|
12
|
%
|
||||||||||||
|
||||||||||||||||||||||||
SUPPLEMENTAL DATA:
|
||||||||||||||||||||||||
Ratio of expenses to
|
||||||||||||||||||||||||
average net assets
|
1.03
|
%
|
1.01
|
%
|
1.02
|
%
|
1.03
|
%
|
1.05
|
%
|
1.07
|
%
|
||||||||||||
Ratio of net investment
|
||||||||||||||||||||||||
income (loss) to
|
||||||||||||||||||||||||
average net assets
|
0.36
|
%
|
0.65
|
%
|
0.40
|
%
|
0.49
|
%
|
0.87
|
%
|
1.00
|
%
|
1
|
Calculated using the average shares outstanding method.
|
FINANCIAL HIGHLIGHTS For a capital share outstanding
throughout each period/year
|
|
Period
|
|||||||||||||||||||||||
|
Ended
|
|||||||||||||||||||||||
|
December 31,
|
Year Ended June 30,
|
||||||||||||||||||||||
|
2022
|
|||||||||||||||||||||||
|
(Unaudited)
|
2022
|
2021
|
2020
|
2019
|
2018
|
||||||||||||||||||
Net asset value,
|
||||||||||||||||||||||||
beginning of period/year
|
$
|
13.73
|
$
|
16.96
|
$
|
11.01
|
$
|
12.36
|
$
|
12.97
|
$
|
11.46
|
||||||||||||
|
||||||||||||||||||||||||
INCOME (LOSS) FROM INVESTMENT OPERATIONS:
|
||||||||||||||||||||||||
Net investment
|
||||||||||||||||||||||||
income (loss)1
|
0.01
|
(0.02
|
)
|
(0.02
|
)
|
0.04
|
0.05
|
0.00
|
2
|
|||||||||||||||
Net realized and unrealized
|
||||||||||||||||||||||||
gain (loss) on investments
|
0.65
|
(2.82
|
)
|
5.99
|
(0.90
|
)
|
(0.13
|
)
|
1.73
|
|||||||||||||||
Total from
|
||||||||||||||||||||||||
investment operations
|
0.66
|
(2.84
|
)
|
5.97
|
(0.86
|
)
|
(0.08
|
)
|
1.73
|
|||||||||||||||
|
||||||||||||||||||||||||
LESS DISTRIBUTIONS:
|
||||||||||||||||||||||||
Distributions from
|
||||||||||||||||||||||||
net investment income
|
(0.01
|
)
|
—
|
(0.02
|
)
|
(0.05
|
)
|
(0.02
|
)
|
—
|
||||||||||||||
Distributions from
|
||||||||||||||||||||||||
net realized gain
|
(0.41
|
)
|
(0.39
|
)
|
—
|
(0.45
|
)
|
(0.51
|
)
|
(0.22
|
)
|
|||||||||||||
Total distributions
|
(0.42
|
)
|
(0.39
|
)
|
(0.02
|
)
|
(0.50
|
)
|
(0.53
|
)
|
(0.22
|
)
|
||||||||||||
Proceeds from
|
||||||||||||||||||||||||
redemption fees
|
0.00
|
2
|
0.00
|
2
|
0.00
|
2
|
0.01
|
0.00
|
2
|
0.00
|
2
|
|||||||||||||
Net asset value,
|
||||||||||||||||||||||||
end of period/year
|
$
|
13.97
|
$
|
13.73
|
$
|
16.96
|
$
|
11.01
|
$
|
12.36
|
$
|
12.97
|
||||||||||||
Total return
|
4.81
|
%
|
(17.16
|
%)
|
54.23
|
%
|
(7.34
|
%)
|
0.32
|
%
|
15.14
|
%
|
||||||||||||
|
||||||||||||||||||||||||
SUPPLEMENTAL DATA:
|
||||||||||||||||||||||||
Net assets, end of
|
||||||||||||||||||||||||
period/year (000’s omitted)
|
$
|
39.6
|
$
|
33.2
|
$
|
31.7
|
$
|
14.0
|
$
|
19.9
|
$
|
17.0
|
||||||||||||
Portfolio turnover rate
|
13
|
%
|
21
|
%
|
20
|
%
|
35
|
%
|
27
|
%
|
19
|
%
|
||||||||||||
|
||||||||||||||||||||||||
RATIO OF EXPENSES TO AVERAGE NET ASSETS
|
||||||||||||||||||||||||
Before fees waived/recouped
|
||||||||||||||||||||||||
and expenses absorbed
|
1.42
|
%
|
1.36
|
%
|
1.77
|
%
|
1.93
|
%
|
1.85
|
%
|
2.19
|
%
|
||||||||||||
After fees waived/recouped
|
||||||||||||||||||||||||
and expenses absorbed
|
0.98
|
%
|
0.98
|
%
|
0.98
|
%
|
0.98
|
%
|
0.98
|
%
|
0.98
|
%
|
||||||||||||
|
||||||||||||||||||||||||
RATIO OF NET INVESTMENT INCOME (LOSS) TO AVERAGE NET ASSETS:
|
||||||||||||||||||||||||
Before fees waived/recouped
|
||||||||||||||||||||||||
and expenses absorbed
|
(0.31
|
%)
|
(0.50
|
%)
|
(0.94
|
%)
|
(0.61
|
%)
|
(0.47
|
%)
|
(1.21
|
%)
|
||||||||||||
After fees waived/recouped
|
||||||||||||||||||||||||
and expenses absorbed
|
0.13
|
%
|
(0.12
|
%)
|
(0.15
|
%)
|
0.34
|
%
|
0.40
|
%
|
0.00
|
%3
|
1
|
Calculated using the average shares outstanding method.
|
2
|
Does not round to $0.01 or $(0.01), as applicable.
|
3
|
Does not round to 0.01% or (0.01)%, as applicable.
|
NOTES TO FINANCIAL STATEMENTS December 31, 2022
(Unaudited)
|
NOTE 1 – ORGANIZATION
|
NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES
|
A.
|
Security Valuation. All equity securities, which may include Real Estate Investment Trusts (“REITs”), Business Development Companies (“BDCs”) and Master
Limited Partnerships (“MLPs”), that are traded on U.S. national or foreign securities exchanges are valued either at the last
|
NOTES TO FINANCIAL STATEMENTS December 31, 2022
(Unaudited), Continued
|
reported sale price on the exchange on which the security is principally traded or the exchange’s official closing price, if applicable. If, on a particular day, an exchange-traded security does
not trade, then the mean between the most recent quoted bid and asked prices will be used. All equity securities which may include REITs, BDCs, and MLPs that are not traded on a listed exchange are valued at the last sale price in the over-
the-counter market. If a non-exchange traded security does not trade on a particular day, then the mean between the last quoted closing bid and asked price will be used.
|
||
For foreign securities traded on foreign exchanges the Trust has selected ICE Data Service’s Fair Value Information Services (“FVIS”) to provide pricing data with respect to foreign security
holdings held by the Global Equity Fund. The use of this third-party pricing service is designed to capture events occurring after a foreign exchange closes that may affect the value of certain holdings of the Global Equity Fund’s securities
traded on those foreign exchanges. The Global Equity Fund utilizes a confidence interval when determining the use of the FVIS provided prices. The confidence interval is a measure of the historical relationship that each foreign exchange
traded security has to movements in various indices and the price of the security’s corresponding American Depositary Receipt, if one exists. FVIS provides the confidence interval for each security for which it provides a price. If the FVIS
provided price falls within the confidence interval the Global Equity Fund will value the particular security at that price. If the FVIS provided price does not fall within the confidence interval the particular security will be valued at the
preceding closing price on its respective foreign exchange, or if there were no transactions on such day, at the mean between the bid and asked prices. The SMID Fund does not hold foreign securities traded on foreign exchanges.
|
||
Prior to the effectiveness of Rule 2a-5 on September 8, 2022, the Board of Trustees (the “Board”) had delegated day-to-day valuation issues to a Valuation Committee of the Trust which is
comprised of representatives from the Funds’ administrator, U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”).
|
||
The function of the Valuation Committee was to value securities where current and reliable market quotations are not readily available or the closing price does not represent fair value by
following procedures approved by the Board. These procedures considered many factors, including the type of security, size of holding, trading volume and news events. All actions taken by the Valuation Committee were subsequently
|
NOTES TO FINANCIAL STATEMENTS December 31, 2022
(Unaudited), Continued
|
reviewed and ratified by the Board. The Valuation Committee served until September 7, 2022. Effective September 8, 2022, the Board approved Becker Capital Management, Inc. (the “Advisor”), as
the Fund’s valuation designee under Rule 2a-5.
|
||
As described above, the Funds utilize various methods to measure the fair value of most of their investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to
valuation methods. The three levels of inputs are:
|
Level 1 –
|
Unadjusted quoted prices in active markets for identical assets or liabilities that the Funds have the ability to access.
|
|
Level 2 –
|
Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the
identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
|
|
Level 3 –
|
Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available; representing the Funds’ own assumptions about the assumptions a market participant
would use in valuing the asset or liability and would be based on the best information available.
|
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security whether the security is new
and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the
determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
|
||
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the
fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
|
NOTES TO FINANCIAL STATEMENTS December 31, 2022
(Unaudited), Continued
|
The following is a summary of the inputs used to value the Funds’ investments as of December 31, 2022:
|
||
Global Equity Fund
|
Level 1
|
Level 2
|
Level 3
|
Total
|
||||||||||||||
Common Stocks
|
|||||||||||||||||
Automobiles & Components
|
$
|
5,344,824
|
$
|
6,174,242
|
$
|
—
|
$
|
11,519,066
|
|||||||||
Banks
|
25,826,580
|
30,627,331
|
—
|
56,453,911
|
|||||||||||||
Capital Goods
|
27,745,658
|
34,447,548
|
—
|
62,193,206
|
|||||||||||||
Commercial &
|
|||||||||||||||||
Professional Services
|
8,179,096
|
9,136,948
|
—
|
17,316,044
|
|||||||||||||
Consumer Durables & Apparel
|
12,047,682
|
10,210,033
|
—
|
22,257,715
|
|||||||||||||
Consumer Services
|
15,385,035
|
—
|
—
|
15,385,035
|
|||||||||||||
Diversified Financials
|
28,661,636
|
—
|
—
|
28,661,636
|
|||||||||||||
Food & Staples Retailing
|
—
|
10,689,186
|
—
|
10,689,186
|
|||||||||||||
Food, Beverage & Tobacco
|
12,363,768
|
17,782,450
|
—
|
30,146,218
|
|||||||||||||
Health Care Equipment
|
|||||||||||||||||
& Services
|
15,623,184
|
20,876,048
|
—
|
36,499,232
|
|||||||||||||
Household & Personal Products
|
—
|
27,353,995
|
—
|
27,353,995
|
|||||||||||||
Insurance
|
8,523,670
|
19,527,013
|
—
|
28,050,683
|
|||||||||||||
Materials
|
13,902,909
|
26,414,716
|
—
|
40,317,625
|
|||||||||||||
Media & Entertainment
|
25,615,588
|
—
|
—
|
25,615,588
|
|||||||||||||
Pharmaceuticals, Biotechnology
|
|||||||||||||||||
& Life Sciences
|
34,963,353
|
37,234,307
|
—
|
72,197,660
|
|||||||||||||
Real Estate
|
12,053,594
|
11,561,636
|
—
|
23,615,230
|
|||||||||||||
Retailing
|
27,887,066
|
10,778,309
|
—
|
38,665,375
|
|||||||||||||
Semiconductors &
|
|||||||||||||||||
Semiconductor Equipment
|
31,867,893
|
7,592,909
|
—
|
39,460,802
|
|||||||||||||
Software & Services
|
59,414,395
|
15,319,369
|
—
|
74,733,764
|
|||||||||||||
Technology Hardware
|
|||||||||||||||||
& Equipment
|
45,313,564
|
6,110,157
|
—
|
51,423,721
|
|||||||||||||
Telecommunication Services
|
11,477,360
|
—
|
—
|
11,477,360
|
|||||||||||||
Transportation
|
17,238,645
|
4,324,644
|
—
|
21,563,289
|
|||||||||||||
Utilities
|
7,124,873
|
14,332,161
|
—
|
21,457,034
|
|||||||||||||
Total Common Stocks
|
446,560,373
|
320,493,002
|
—
|
767,053,375
|
|||||||||||||
Preferred Stocks
|
|||||||||||||||||
Banks
|
4,029,975
|
—
|
—
|
4,029,975
|
|||||||||||||
Total Preferred Stocks
|
4,029,975
|
—
|
—
|
4,029,975
|
|||||||||||||
Short-Term Investments
|
7,640,734
|
—
|
—
|
7,640,734
|
|||||||||||||
Total Investments in Securities
|
$
|
458,231,082
|
$
|
320,493,002
|
$
|
—
|
$
|
778,724,084
|
NOTES TO FINANCIAL STATEMENTS December 31, 2022
(Unaudited), Continued
|
Small/Mid Cap Fund
|
Level 1
|
Level 2
|
Level 3
|
Total
|
||||||||||||||
Common Stocks
|
$
|
38,072,563
|
$
|
—
|
$
|
—
|
$
|
38,072,563
|
|||||||||
Short-Term Investments
|
835,434
|
—
|
—
|
835,434
|
|||||||||||||
Total Investments in Securities
|
$
|
38,907,997
|
$
|
—
|
$
|
—
|
$
|
38,907,997
|
|||||||||
(a) See Schedule of Investments for industry breakout.
|
B.
|
Foreign Currency. Investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the
date of valuation. Purchases and sales of investment securities and income and expense items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions.
|
|
The Funds do not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of
securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments.
|
||
The Funds report net realized foreign exchange gains or losses that arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities
transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Funds’ books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange
gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at period end, resulting from changes in exchange rates.
|
||
C.
|
Federal Income Taxes. Each Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all taxable income to
its shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provision for federal income taxes or excise taxes has been made.
|
|
In order to avoid imposition of the excise tax applicable to regulated investment companies, the Funds intend to declare each year as dividends in each calendar year at least 98.0% of their net
investment income (earned during the calendar year) and 98.2% of their net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.
|
NOTES TO FINANCIAL STATEMENTS December 31, 2022
(Unaudited), Continued
|
Net capital losses incurred after October 31, and within the taxable year, are deemed to arise on the first business day of each Fund’s next taxable year. Net investment losses incurred after
December 31, and within the taxable year, are deemed to arise on the first business day of each Fund’s next taxable year. As of fiscal year end June 30, 2022, there were no post-October losses for the Global Equity Fund. The SMID Fund had a
post-October loss of $88,867.
|
||
As of the most recent fiscal year end June 30, 2022, there were no late year losses or capital loss carryovers for the Funds.
|
||
As of December 31, 2022, the Funds did not have any tax positions that did not meet the “more-likely-than-not” threshold of being sustained by the applicable tax authority. Generally, tax
authorities can examine all the tax returns filed for the last three years. The Funds identify their major tax jurisdictions as U.S. Federal and the Commonwealth of Massachusetts. As of December 31, 2022, the Funds are not aware of any tax
positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially.
|
||
D.
|
Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales
of securities are determined on a specific identification basis. Discounts/premiums on debt securities purchased are accreted/amortized over the life of the respective securities using the effective interest method. Dividend income is
recorded on the ex-dividend date. Dividends received from REITs generally are comprised of ordinary income, capital gains, and may include return of capital. Interest income is recorded on an accrual basis. Withholding taxes on foreign
dividends have been provided for in accordance with the Trust’s understanding of the applicable country’s tax rules and rates. Withholding tax reclaims are filed in certain countries to recover a portion of the amounts previously withheld.
The Funds record a reclaim receivable based on, among other things, a jurisdiction’s legal obligation to pay reclaims as well as payment history and market convention.
|
|
E.
|
Distributions to Shareholders. Distributions to shareholders from net investment income and net realized gains on securities, which are determined in
accordance with income tax regulations, normally are declared and paid on an annual basis. Distributions are recorded on the ex- dividend date.
|
NOTES TO FINANCIAL STATEMENTS December 31, 2022
(Unaudited), Continued
|
F.
|
Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities at the date of the financial statements and the reported amount of revenue and expenses during the reporting period. Actual results could differ from those estimates.
|
|
G.
|
Share Valuation. The net asset value (“NAV”) per share of the Funds are calculated by dividing the sum of the value of the securities held by each Fund,
plus cash and other assets, minus all liabilities including estimated accrued expenses by the total number of shares outstanding for the Funds, rounded to the nearest cent. The Funds’ shares will not be priced on the days on which the New
York Stock Exchange is closed for trading. The offering and redemption price per share for the Funds are equal to each Fund’s net asset value per share. The SMID Fund charges a 2% redemption fee on shares held less than 90 days. The fee is
deducted from the redemption proceeds otherwise payable to the shareholder. The SMID Fund will retain the fee charged as paid-in-capital and such fees become part of the SMID Fund’s daily NAV calculation.
|
|
H.
|
Guarantees and Indemnifications. In the normal course of business, the Funds enter into contracts with service providers that contain general
indemnification clauses. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the
risk of loss to be remote.
|
|
I.
|
Illiquid Securities. Pursuant to Rule 22e-4 under the 1940 Act, the Fund has adopted a Board approved Liquidity Risk management Program (“LRMP”) that
requires, among other things, that the Funds limit its illiquid investments that are assets to no more than 15% of net assets. An illiquid investment is any security which may not reasonably be expected to be sold or disposed of in current
market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment.
|
|
J.
|
Recently Issued Accounting Pronouncement. In June 2022, the FASB issued Accounting Standards Update 2022-03, which amends Fair Value Measurement (Topic
820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (“ASU 2022-03”). ASU 2022-03 clarifies guidance for fair value measurement of an equity security subject to a contractual sale restriction and
establishes new disclosure
|
NOTES TO FINANCIAL STATEMENTS December 31, 2022
(Unaudited), Continued
|
requirements for such equity securities. ASU 2022-03 is effective for fiscal years beginning after December 15, 2023 and for interim periods within those fiscal years, with early adoption
permitted. Management is currently evaluating the impact of these amendments.
|
||
K.
|
Subsequent Events. In preparing these financial statements, the Fund have evaluated events and transactions for potential recognition or disclosure
through the date the financial statements were issued. The Funds have determined that there were no subsequent events that would need to be disclosed in the Funds’ financial statements.
|
NOTE 3 – COMMITMENTS AND OTHER RELATED PARTY TRANSACTIONS
|
NOTES TO FINANCIAL STATEMENTS December 31, 2022
(Unaudited), Continued
|
Date of Expiration
|
Amount
|
|||
June 30, 2023
|
$
|
99,857
|
||
June 30, 2024
|
165,893
|
|||
June 30, 2025
|
134,419
|
|||
June 30, 2026
|
79,890
|
|||
Total
|
$
|
480,059
|
NOTES TO FINANCIAL STATEMENTS December 31, 2022
(Unaudited), Continued
|
NOTE 4 – SECURITIES LENDING
|
Market Value of
|
Payable on
|
||
Securities on Loan
|
Collateral Received
|
||
Global Equity Fund
|
$ —
|
$ —
|
NOTES TO FINANCIAL STATEMENTS December 31, 2022
(Unaudited), Continued
|
NOTE 5 – PURCHASES AND SALES OF SECURITIES
|
Purchases
|
Sales
|
||||||||
Global Equity Fund
|
$
|
39,455,583
|
$
|
97,636,368
|
|||||
SMID Fund
|
8,649,422
|
4,662,675
|
NOTE 6 – DISTRIBUTIONS TO SHAREHOLDERS
|
Ordinary Income
|
|||||||||
December 31, 2022
|
June 30, 2022
|
||||||||
Global Equity Fund
|
$
|
5,085,048
|
$
|
2,603,679
|
|||||
SMID Fund
|
20,699
|
41,346
|
|||||||
Short-Term Capital Gains
|
|||||||||
December 31, 2022
|
June 30, 2022
|
||||||||
Global Equity Fund
|
$
|
44,502
|
$
|
—
|
|||||
SMID Fund
|
—
|
—
|
|||||||
Long-Term Capital Gains
|
|||||||||
December 31, 2022
|
June 30, 2022
|
||||||||
Global Equity Fund
|
$
|
34,376,433
|
$
|
26,643,563
|
|||||
SMID Fund
|
1,046,181
|
817,098
|
NOTES TO FINANCIAL STATEMENTS December 31, 2022
(Unaudited), Continued
|
Global Equity Fund
|
|||||
Tax cost of Investments
|
$
|
627,845,675
|
|||
Unrealized appreciation
|
274,337,573
|
||||
Unrealized depreciation
|
(59,375,716
|
)
|
|||
Net unrealized appreciation (depreciation)
|
214,961,857
|
||||
Undistributed ordinary income
|
4,160,950
|
||||
Undistributed long-term capital gain
|
20,675,805
|
||||
Distributable earnings
|
24,836,755
|
||||
Other accumulated gain (loss)
|
—
|
||||
Total distributable (accumulated) earnings (loss)
|
$
|
239,798,612
|
|||
SMID Fund
|
|||||
Tax cost of Investments
|
$
|
35,735,786
|
|||
Unrealized appreciation
|
3,727,068
|
||||
Unrealized depreciation
|
(6,257,323
|
)
|
|||
Net unrealized appreciation (depreciation)
|
(2,530,255
|
)
|
|||
Undistributed ordinary income
|
—
|
||||
Undistributed long-term capital gain
|
1,046,166
|
||||
Distributable earnings
|
1,046,166
|
||||
Other accumulated gain (loss)
|
(88,867
|
)
|
|||
Total distributable (accumulated) earnings (loss)
|
$
|
(1,572,956
|
)
|
NOTES TO FINANCIAL STATEMENTS December 31, 2022
(Unaudited), Continued
|
NOTE 7 – CREDIT FACILITY
|
Global Equity Fund
|
SMID Fund
|
||||||||
Maximum available credit
|
$
|
20,000,000
|
$
|
2,000,000
|
|||||
Largest amount outstanding
|
|||||||||
on an individual day
|
20,000,000
|
—
|
|||||||
Average balance when in use
|
4,993,167
|
—
|
|||||||
Credit facility outstanding
|
|||||||||
as of December 31, 2022
|
—
|
—
|
|||||||
Average interest rate when in use
|
7.06%
|
|
—
|
NOTE 8 – (COVID-19) PANDEMIC
|
EXPENSE EXAMPLES For the six months ended December 31,
2022 (Unaudited)
|
EXPENSE EXAMPLES For the six months ended December 31,
2022 (Unaudited), Continued
|
Global Equity Fund
|
|||
Beginning
|
Ending
|
Expenses Paid
|
|
Account Value
|
Account Value
|
During the Period
|
|
7/1/22
|
12/31/22
|
7/1/2022 – 12/31/20221
|
|
Retail Class Actual
|
$1,000.00
|
$1,016.40
|
$6.66
|
Hypothetical (5% annual
|
|||
return before taxes)
|
$1,000.00
|
$1,018.60
|
$6.67
|
Beginning
|
Ending
|
Expenses Paid
|
|
Account Value
|
Account Value
|
During the Period
|
|
7/1/22
|
12/31/22
|
7/1/2022 – 12/31/20221
|
|
Institutional Class Actual
|
$1,000.00
|
$1,018.00
|
$5.24
|
Hypothetical (5% annual
|
|||
return before taxes)
|
$1,000.00
|
$1,020.01
|
$5.24
|
SMID Fund
|
|||
Beginning
|
Ending
|
Expenses Paid
|
|
Account Value
|
Account Value
|
During the Period
|
|
7/1/22
|
12/31/22
|
7/1/2022 – 12/31/20222
|
|
Institutional Class Actual
|
$1,000.00
|
$1,048.10
|
$5.06
|
Hypothetical (5% annual
|
|||
return before taxes)
|
$1,000.00
|
$1,020.27
|
$4.99
|
1
|
Expenses are equal to the annualized net expense ratio for the most recent six-month period. The annualized six-month expense ratios for Retail and Institutional Class shares were 1.31% and
1.03%, respectively, multiplied by the average account value over the period multiplied by 184/365 (to reflect the one half-year period).
|
2
|
Expenses are equal to the annualized net expense ratio for the most recent six-month period. The annualized six-month expense ratios for Institutional Class shares was 0.98% (reflecting fee
waivers in effect), multiplied by the average account value over the period multiplied by 184/365 (to reflect the one half-year period).
|
APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited)
|
1.
|
The nature, extent and quality of the services provided and to be provided by the Adviser under the Advisory Agreement. The Trustees considered the
nature, extent and quality of the Adviser’s overall services provided to the Funds as well as its specific responsibilities in all aspects of day-to-day investment management of the Funds. The Board considered the qualifications, experience
and responsibilities of the portfolio managers, as well as the responsibilities of other key personnel of the Adviser involved in the day-to-day activities of the Funds. The Board also considered the resources and compliance structure of the
Adviser, including information regarding its compliance program, its chief compliance officer and the Adviser’s compliance record, as well as the Adviser’s cybersecurity program, business continuity plan, and risk management process. The
Board also considered the prior relationship between the Adviser and the Trust, as well as the Board’s knowledge of the Adviser’s operations, and noted that during the course of the prior year they had met with certain personnel of the
Adviser to discuss fund performance and investment outlook, as well as, various marketing and compliance topics. The Board concluded that the Adviser had the quality and depth of personnel, resources, investment processes and compliance
policies and procedures essential to performing its duties under the Advisory Agreement and that they were satisfied with the nature, overall quality and extent of such management services.
|
APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited)
(Continued)
|
2.
|
The Funds’ historical performance and the overall performance of the Adviser. In assessing the quality of the portfolio management delivered by the
Adviser, the Board reviewed the short-term and long-term performance of each Fund on both an absolute basis, and in comparison to its peer funds utilizing Morningstar classifications and appropriate securities market benchmarks and the
Adviser’s similarly managed accounts, all for periods ended March 31, 2022. The Board also considered performance against a smaller group of peers selected by an independent third-party consultant engaged by the Board to assist it in its
15(c) review (the “Cohort”). While the Board considered both short-term and long-term performance, it placed greater emphasis on longer term performance. When reviewing each Fund’s performance against its comparative peer group universe,
the Board took into account that the investment objective and strategy of each Fund, as well as its level of risk tolerance, may differ significantly from funds in its respective peer universe. When reviewing each Fund’s performance against
broad market benchmarks, the Board took into account the differences in portfolio construction between the Funds and such benchmarks, as well as other differences between actively managed funds and passive benchmarks, such as objectives and
risks. In assessing periods of relative underperformance or outperformance, the Board took into account that relative performance can be significantly impacted by performance measurement periods and that some periods of underperformance may
be transitory in nature while others may reflect more significant underlying issues. The Board also recognized that each Fund’s investments are subject to the Advisor’s ESG investment criteria as set forth in its prospectus, and that
shareholders investing in the Fund accept and desire a fund employing such criteria, even if it may impact performance to a greater extent than other funds.
|
|
For the Trillium ESG Global Equity Fund, the Board noted that the Fund outperformed its peer group median for the one-year, three-year, and five-year periods. The Board also noted that the Fund
outperformed the average of its Cohort for the one-year, three-year and five-year periods. The Board also considered that the Fund underperformed its broad-based securities market benchmark for the one-year period and outperformed for the
three- and five-year periods. The Board noted that the Adviser represented it does not have other accounts managed similarly to the Trillium ESG Global Equity Fund.
|
||
For the Trillium ESG Small/Mid Cap Fund, the Board noted that the Fund underperformed its peer group median for the one- and three-year periods and outperformed for the five-year period. The
Board also noted
|
APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited)
(Continued)
|
that the Fund underperformed the average of its Cohort for the one-and three-year periods and outperformed for the five-year period. The Board also considered that the Fund underperformed its
broad-based securities market benchmark for the one-year, three-year, and five-year periods. The Board also considered the Fund’s underperformance compared to the Adviser’s similarly managed composite for the one-year, three-year, and
five-year periods, noting that such differences were not significant.
|
||
3.
|
The costs of the services provided by the Adviser and the structure of the Adviser’s fees under the Advisory Agreement. In considering the advisory fee
and total fees and expenses of the Funds, the Board reviewed comparisons to the peer funds and similarly managed separate accounts for other types of clients advised by the Adviser, as well as all expense waivers and reimbursements. When
reviewing fees charged to other similarly managed accounts, the Board took into consideration the type of account and the differences in the management of that account that might be germane to the difference, if any, in the fees charged to
such accounts.
|
|
For the Trillium ESG Global Equity Fund, the Board noted that the Fund’s advisory fee was higher than its peer group median and average and that the net expense ratio (less Rule 12b-1 fees) was
higher than its peer group median and average. The Board noted that the Fund’s net expense ratio (less Rule 12b-1 fees) was higher than the average of its Cohort. The Board considered that the Advisor recently implemented breakpoints to the
advisory fee in order to share economies of scale with the Fund. The Board concluded that the fees paid to the Adviser were fair and reasonable in light of the comparative performance and advisory fee information.
|
||
For the Trillium ESG Small/Mid Cap Fund, the Board noted that the Adviser had contractually agreed to maintain an annual expense ratio of 0.98% for the Fund, excluding certain operating expenses
and class-level expenses (“Expense Cap”). The Board noted that the Fund’s advisory fee and net expense ratio (less Rule 12b-1 fees) were higher than its peer group median and average. The Board noted that the Fund’s net expense ratio (less
Rule 12b-1 fees) was higher than the average of its Cohort. The Board concluded that the fees paid to the Adviser were fair and reasonable in light of the comparative performance and advisory fee information.
|
||
The Trustees also took into consideration the services the Adviser provided to its similarly managed separate account clients, comparing the fees charged for those management services to the
fees charged to the Trillium ESG Small/Mid Cap Fund. The Trustees noted that the Adviser
|
APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited)
(Continued)
|
does not replicate the Trillium ESG Global Equity Fund’s investment style in separately managed accounts. The Trustees noted that the fees charged to the Trillium ESG Small/Mid Cap Fund as
compared to the fees charged by the Adviser to its similarly managed separate account clients differed due to a number of factors.
|
||
4.
|
Economies of Scale. The Board also considered whether economies of scale were being realized by the Adviser that should be shared with shareholders.
The Board noted that the Advisory Agreement for the Trillium ESG Global Equity Fund contains breakpoints in the advisory fee. The Board also noted that the Adviser has contractually agreed to reduce its advisory fees or reimburse expenses so
that the Trillium ESG Small/Mid Cap Fund does not exceed its specified Expense Cap. The Board noted that at current asset levels, it did not appear that there were additional significant economies of scale being realized by the Adviser that
should be shared with shareholders and concluded that it would continue to monitor economies of scale in the future as circumstances changed and assuming asset levels increase.
|
|
5.
|
The profits to be realized by the Adviser and its affiliates from their relationship with the Funds. The Board reviewed the Adviser’s financial
information and took into account both the direct benefits and the indirect benefits to the Adviser from advising the Funds. The Board considered the profitability to the Adviser from its relationship with the Funds and considered any
additional benefits derived by the Adviser from its relationship with the Funds, particularly benefits received in exchange for “soft dollars” paid to the Adviser. After such review, the Board determined that the profitability to the Adviser
with respect to the Advisory Agreement was not excessive, and that the Adviser had maintained adequate financial resources to support the services it provides to the Funds.
|
STATEMENT REGARDING LIQUIDITY RISK MANAGEMENT PROGRAM
(Unaudited)
|
NOTICE TO SHAREHOLDERS (Unaudited)
|
Global Equity Fund
|
100.00%
|
||
SMID Fund
|
100.00%
|
Global Equity Fund
|
100.00%
|
||
SMID Fund
|
100.00%
|
Global Equity Fund
|
100.00%
|
||
SMID Fund
|
100.00%
|
INFORMATION ABOUT PROXY VOTING (Unaudited)
|
INFORMATION ABOUT THE PORTFOLIO HOLDINGS (Unaudited)
|
INFORMATION ABOUT THE FUND’S TRUSTEES (Unaudited)
|
INFORMATION ABOUT HOUSEHOLDING (Unaudited)
|
INFORMATION ABOUT ELECTRONIC DELIVERY OF DOCUMENTS (Unaudited)
|
PRIVACY NOTICE (Unaudited)
|
Fund
|
Class
|
Symbol
|
CUSIP
|
|||
Trillium
|
Retail Class
|
PORTX
|
742935588
|
|||
ESG Global Equity Fund
|
Institutional Class
|
PORIX
|
742935356
|
|||
Trillium
|
||||||
ESG Small/Mid Cap Fund
|
Institutional Class
|
TSMDX
|
74316P785
|
(a)
|
The Registrant’s Principal Executive Officer and Principal Financial Officer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a
date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d‑15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the
disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and
by the Registrant’s service provider.
|
(b)
|
There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the quarter of the period covered by this report that has materially affected, or is
reasonably likely to materially affect, the Registrant's internal control over financial reporting.
|
(a)
|
(1) Any code of ethics or amendment thereto, that is subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit.
Incorporated by reference to previous Form N-CSR filing.
|
1.
|
I have reviewed this report on Form N-CSR of Professionally Managed Portfolios;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not
misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if
the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over
financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and
the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the
filing date of this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to
materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and
report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date: March 10, 2023
|
/s/Jason Hadler
Jason Hadler
President/Principal Executive Officer |
1.
|
I have reviewed this report on Form N-CSR of Professionally Managed Portfolios;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not
misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if
the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over
financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and
the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the
filing date of this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to
materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and
report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date: March 10, 2023
|
/s/Craig Benton
Craig Benton Treasurer/Principal Financial Officer |
/s/Jason Hadler
Jason Hadler
President/Principal Executive Officer,
Professionally Managed Portfolios
|
/s/Craig Benton
Craig Benton
Treasurer/Principal Financial Officer
Professionally Managed Portfolios
|
Dated: March 10, 2023
|
Dated: March 10, 2023
|
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